Those grotesque brain eating zombies are back from the dead… again. This time the barrels that contain the dead and toxic gas known as 2-4-5 Trioxin drop off of a transport van and land close to a nearby cemetery located near a new housing development. Two bully kids from the neighborhood unleash the toxic gas and it pours across the cemetery, resurrecting the dead and turning them into brain-hungry ghouls. For Jesse (Michael Kenworthy, The Blob '88), his sister Lucy (Marsha Dietlein, Rumpelstiltsken), Tom the cable installer (Dana Ashbrook, Waxwork) and Doc Mandel (Philip Burns) it becomes a race to get out of the town, with brains intact!

Not a bad 80's zombie flick, but it's screaming with clichés. It's kind of a spoof off of the first one, which is a spoof off of Romero's classic zombie films. A few familiar faces from the original. We get to see the Tarman zombie once again (played by Allan Taurtman, who was actually Tarman in the first film), Col. Glover (played by Jonathan Terry reprising his role also) in a cameo, plus Thom Mathews (Friday the 13th Part VI: Jason Lives) and James Karen (Frankenstein Meets the Spacemonster) are back. This time Karen is Ed, Mathews is Joey. They are grave robbers in this entry, and happen to be at the same cemetery that is about to become a haven for the Undead. Their characters are quite comparable to Frank and Freddy from the first film, just a lot more hokey. They even have an exact quote from the original, which added a nice homage appeal. Suzanne Snyder (Weird Science) plays Brenda, Joey's redheaded, totally 80s girlfriend. Also a few brief scenes with genre actor Mitch Pileggi (Shocker, The X-Files), as Sarge.

Return of the Living Dead Part II hits well if it's taken merely as a comedy. The acting truthfully isn't as bad as one would think. Sure, it's very cheesy but it fits well since the film is quite a laugh riot. We have zombies intrigued by aerobics, a Michael Jackson Thriller zombie and zombies raiding a pet store just to name a few of the truly hilarious scenes. We have bad but good one-liners from all characters, at all times. Lines like "They want brains? We'll give em' brains." and "Look. Those things out there, they're ugly, and they're dirty and they're dumb. I don't even care if they are dead. I hate em'! There's no way they're touching me!" are what makes this movie so fun. Just when you are about to cringe when it tries to get too serious, it drops you out of your seat with ultra-ridiculous quotes reminding you that it's a comedy.

Thom Mathews and James Karen are completely on the map with their roles. They have the best characters in the movie. The fact they Joey's character hints that everything is so familiar, like he had been there before is absurd from a realistic approach; but, it's the scenes like this that proudly tie it to the original. One big upset is that the zombies lost the vicious football tackle approach they had from Part I. In this one we still have a few swift zombies, but they trip over themselves like the typical walking dead. One of the best elements taken away from the original vision right there. It makes them easier to get away from, hence a smaller death toll. The film score itself fits nicely. The song that plays during the 2-4-5 Trioxin unleashing from the barrel is amazing, getting louder as the gas pours across the graveyard. We also have a "Monster Mash" cover, plus music from Anthrax and Robert Palmer. The soundtrack could be much more appreciated it was just all out theme; minus hair metal and one hit wonders.

The special FX are done really well in this film. Eugene Crum, Terry D. Frazee and Gene Grigg (John Carpenter'sVampires) made up some nice looking ghouls conjuring up great eye candy. You get to see better close-ups of zombies this time around too. Like in the original, the gore is to a minimum but isn't really needed here anyway. Mentionable scenes are Tarman of course, zombie blown in half by shotgun, zombie face punched in, zombie jaw ripped out, screw driver shoved in mouth and a couple of drippy brain eating shots. The talking head zombie is also an element to prove that this entry lives off of its humor more than it's gore.

If you are looking for a serious or completely nasty flesh eating zombie film, this won't be the movie to watch. If you are out for a comedic horror cheese fest, you are in for a treat. Fans of the original may be somewhat disappointed, but if looked at as a sub-story other than a sequel it can be a pretty nice surprise. Die-hard fans of the zombie genre should definitely see it at least once. Not as funny as horror/comedies like Dead Alive or Re-Animator, not even as special FX boasted, but that's the category it falls into. Being a fan of the series as a whole, it's my least favorite but still well liked.